The City shall indemnify and save harmless any officer, director or member of the Penn Square Commission from and against any claims or liabilities (including reasonable attorney fees) on any judgment, decree, fine or penalties imposed on him for any act or omission committed or incurred while acting as such, and reimburse him for all legal and other expenses reasonably incurred by him in defense thereof, at such terms as provided by governing law; provided that there shall be no obligation to reimburse, partially or wholly, such persons for claims or liabilities determined by a court to have constituted willful misconduct or recklessness.